For an upscaling DVD player, I have to recommend the Oppo DV-981HD. Should be able to find it for approx $230. It'll upscale to 1080P (and all other HD resolutions), as well as plays SACD, DVD-A, and even can be made region free. For an added bonus, it actually comes with an HDMI cable! There are other upscaling DVD players out there, but IMO the OPPO is the best deal, and really well built with a great PQ.